REPRESENTATIONS AND WARRANTIES OF RAINBOW. 17 3.1.1 Organization and Standing......................................17 3.1.2 Authorization and Enforceability...............................18 3.1.3 Absence of Restrictions........................................19 3.1.4 Arrangements Concerning Interests Transferred...............................................22 3.1.5
REPRESENTATIONS AND WARRANTIES OF RAINBOW. Rainbow represents and warrants to Fox/Liberty as follows:
REPRESENTATIONS AND WARRANTIES OF RAINBOW. Section 3.1 Organization and Standing 11 Section 3.2 Authorization and Enforceability; Governmental Authorizations 11 Section 3.3 Non-contravention 11 Section 3.4 Arrangements Concerning Interests Transferred 12 Section 3.5 Ownership and Title 12 Section 3.6 Financial Statements 13 Section 3.7 Sufficiency of and Title to the Assets of the Underlying Businesses 13 Section 3.8 Absence of Certain Changes 14 Section 3.9 No Undisclosed Liabilities 15 Section 3.10 Intercompany Accounts 16 Section 3.11 Material Contracts 17 Section 3.12 Compliance with Applicable Laws 19 Section 3.13 Employee Benefits 20 Section 3.14 Absence of Insolvency Proceedings 21 Section 3.15 Litigation 21 Section 3.16 Intellectual Property 22 Section 3.17 Environmental Compliance 23 Section 3.18 Insurance Coverage 23 Section 3.19 Taxes and Reports 23 Section 3.20 Finder’s Fees 25 Section 3.21 Survival of Representations and Warranties 25 Page
REPRESENTATIONS AND WARRANTIES OF RAINBOW. Rainbow represents and warrants to Comcast as follows:
REPRESENTATIONS AND WARRANTIES OF RAINBOW. Except as disclosed in Schedule 3 which is attached hereto and incorporated herein by reference, Rainbow represents and warrants to Purchaser that:
